UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant To Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 15, 2024

MINERALS TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)

Delaware
   
   001-11430
   
25-1190717
(State or other jurisdiction
of incorporation)
  
(Commission File
Number)
  
(IRS Employer
 Identification No.)

  622 Third Avenue, New York, New York
                
10017-6707
(Address of principal executive offices)
  
(Zip Code)

 
(212) 878-1800
  
(Registrant's telephone number, including area code)

Title of each class
  
Trading Symbol
  
Name of exchange on which registered
Common Stock, $0.10 per share
  
MTX
  
NYSE

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.
 
[☐ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[☐ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[☐ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[☐ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))

 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company [☐]
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
 
 


Item 5.07 Submission of a Matter to a Vote of Security Holders.

On May 15, 2024, Minerals Technologies Inc. (the “Company”) held its Annual Meeting of Shareholders.  A total of 30,371,488 shares were represented in person or by proxy at the meeting, or 94.02% of the eligible voting shares.  The matters voted upon and the final results of the vote were as follows:

Proposal 1.  The nominees for election to the Board of Directors named in the Company’s 2024 Proxy Statement were elected for three-year terms based upon the following votes:

Nominee
Votes For
Votes
Against
Votes
Abstained
Broker
Non-Votes
John J. Carmola
29,180,745
681,020
23,555
486,168
Robert L. Clark, Jr.
29,453,534
408,234
23,552
486,168
Marc E. Robinson
28,540,352
1,321,342
23,626
486,168

Proposal 2.  The proposal to ratify the appointment of KPMG LLP as the independent registered public accounting firm of the Company for the 2024 fiscal year received the following votes:

Votes For
Votes Against
Votes Abstained
29,273,623
1,077,445
20,420

Proposal 3.  The proposal to approve, on an advisory basis, the 2023 compensation of the Company’s named executive officers received the following votes:

Votes For
Votes Against
Votes Abstained
Broker Non-Votes
23,588,338
6,278,625
18,357
486,168

Proposal 4.  The proposal to approve an Amendment of the 2015 Stock Award and Incentive Plan received the following votes:

Votes For
Votes Against
Votes Abstained
Broker Non-Votes
27,461,160
2,411,801
12,359
486,168

Item 8.01 Other Events

On May 15, 2024, the Company’s Board of Directors declared a regular quarterly dividend of $0.10 per share on the Company's common stock.  The dividend is payable on June 13, 2024 to the stockholders of record on May 31, 2024.  A copy of the press release announcing the dividend declaration is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01
 
Financial Statements and Exhibits.
 
   
(d)
Exhibits
     
99.1
     
104
Cover Page Interactive Data File (formatted as inline XBRL)



SIGNATURES
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



                                          
                                        
MINERALS TECHNOLOGIES INC.
 
 
(Registrant)
 
 
 
 
 
 
 
 
   
By:
/s/ Timothy J. Jordan
 
 
Name:
Timothy J. Jordan
   
Title:
 
Vice President, General Counsel, Secretary and Chief Compliance Officer
     
  Date:  May 16, 2024
 
 





   EXHIBIT 99.1
Confidential: News Release
 
Investor Contact:
Lydia Kopylova, (212) 878-1831
 
Media Contact:
Jennifer Albert, (212) 878-1840

MINERALS TECHNOLOGIES DECLARES QUARTERLY DIVIDEND

NEW YORK, May 15, 2024 (GLOBE NEWSWIRE) -- Minerals Technologies Inc. (NYSE: MTX) (“MTI” or “the Company”) today declared a regular quarterly dividend of $0.10 per share on the Company’s common stock. The dividend is payable on June 13, 2024, to the stockholders of record at the close of business on May 31, 2024.


About Minerals Technologies Inc.
New York-based Minerals Technologies Inc. (MTI) is a leading, technology-driven specialty minerals company that develops, produces, and markets a broad range of mineral and mineral-based products, related systems, and services. MTI serves globally a wide range of consumer and industrial markets, including household, food and pharmaceutical, paper, packaging, automotive, construction, and environmental. The company reported global sales of $2.1 billion in 2022. For further information, please visit our website at www.mineralstech.com.

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Document and Entity Information
May 15, 2024
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Entity File Number 001-11430
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Entity Tax Identification Number 25-1190717
Entity Address, Address Line One 622 Third Avenue
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10017-6707
City Area Code 212
Local Phone Number 878-1800
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